Celanese announced late last month that it has signed a definitive agreement with Mitsui & Co. to sell an additional 19% equity stake in the food ingredients joint venture Nutrinova, for a cash consideration of approximately $152 million. Upon completion of the transaction, Mitsui & Co.'s shareholding in Nutrinova will increase from 70% to 89%, making Nutrinova a consolidated subsidiary of Mitsui & Co., while Celanese retains an 11% interest.
This is a transaction valued at a premium. The 19% stake Celanese is selling corresponded to approximately $4 million in equity-method earnings in 2025. Based on the $152 million transaction consideration, this implies a price-to-earnings ratio of approximately 38x. Celanese characterized the deal as an "attractive value realization opportunity."
From the perspective of Celanese's financial position, the motivation for the sale is clear. The company is advancing a deleveraging plan, targeting net debt of approximately $10 billion to $11 billion by the end of 2026, reducing to approximately $9 billion by the end of 2027, with a long-term leverage ratio target of 3x. The proceeds from this transaction will be used directly to repay maturing debt. This is already Celanese's second asset sale recently, following the completed approximately $500 million Micromax business transaction. The two deals combined total approximately $652 million, representing about 65% of its "$1 billion asset divestiture target by the end of 2027."
In parallel with the equity transaction, Mitsui & Co. is advancing an upstream asset integration arrangement. The production of Nutrinova's acesulfame potassium (Ace-K) and sorbic acid requires diketene as a key intermediate raw material. Previously, the diketene production facility at the Höchst Industrial Park in Frankfurt was held by Sudarshan Germany Horizons. Under the tripartite agreement, Celanese will first acquire the facility and operate it temporarily before transferring it to Nutrinova. Mitsui & Co. will provide the acquisition funding for the facility and the cash needed for future operations, while Celanese will contribute its operational expertise.
This means Nutrinova will shift from "outsourcing intermediate raw materials" to a fully integrated chain of "self-produced raw materials — finished product manufacturing." Mitsui & Co. explicitly stated in its official announcement that the move aims to "establish an integrated system from raw material procurement to final product manufacturing and sales, ensuring stable raw material sourcing and cost competitiveness."
Nutrinova holds a unique position, with its core products being the high-intensity sweetener acesulfame potassium (Ace-K) and the preservative sorbic acid/potassium sorbate. Ace-K is approximately 200 times sweeter than sucrose and is an important variety in the global sugar substitute market. Nutrinova is the original inventor of Ace-K, began producing sorbic acid in 1967, and started Ace-K production in 1993. Its Ace-K facility features a single-line fully automated design with an annual capacity of approximately 4,000 tons.
In the global Ace-K production capacity landscape, Anhui Jinhe Industrial holds the top position with approximately 12,000 tons of annual capacity, accounting for about 60% share. Nutrinova and Jiangsu Haobo each hold approximately 16% to 17%. Nutrinova is the only Western manufacturer with large-scale Ace-K production capability. With Mitsui & Co. raising its stake to 89% and completing the upstream diketene integration, Nutrinova has thereby achieved full-chain integration from raw materials to finished products.
Mitsui & Co. has positioned this transaction as a core growth investment under "Wellness Ecosystem Creation 2.0" within its "Medium-Term Management Plan 2029," focusing on the food science sector. Mitsui & Co.'s target is to achieve consolidated net profit of 1.1 trillion yen in fiscal year 2029, an increase of approximately 30% compared to fiscal year 2026, with food science being one of its key bet sectors.
